Luma Financial Technologies — Deal Execution Playbook
This playbook covers deal structuring and the end-to-end process from LOI through to close.
Section 1 — Deal Structuring
1.1 Asset vs Share Purchase
Asset purchase when: we want to cherry-pick assets, contracts, or talent; legally there is an efficient asset transfer. Contracts must be assignable.
Share purchase when: relationships (customer, regulatory, employment) are the value; the jurisdiction makes asset purchase harder eg. cross-border.
1.2 Earnouts
Use earnouts when (a) we have a valuation gap with the seller, or (b) ongoing performance depends on founder relationships or knowledge.
Discussion points:
- Milestone based rather than time-based
- Acceleration terms
Section 2 — Process
Deal Process and relevant approvals
LOI tbd
Offer tbd
Regulatory filings. tbd
Shareholder notifications. tbd